Maxus Realty Trust Inc. - Current report filing (8-K)
October 19 2007 - 11:30AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date
of
Report (Date of earliest even reported): October 15,
2007
Maxus
Realty Trust, Inc.
(Exact
name of registrant as specified on its charter)
|
MISSOURI
|
00-13457
|
48-1339136
|
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer Identification No.)
|
104
Armour Road
North
Kansas City, Missouri 64116
(Address
of principal executive offices) (Zip Code)
(816)
303-4500
(Registrant’s
telephone number, including area code)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to rule 13e-4(c) under the Exchange Act (17
CFR
240.14e-r(c))
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Item
8.01. Other Events.
Maxus
Realty Trust, Inc. (“we” or “us”) recently learned that we have fewer than 300
record holders of our common stock, which means we could de-register our $1.00
par value, common stock under the Securities Exchange Act of 1934, as amended
(the “Exchange Act”) at any time. If our Board of Trustees
determines it is in our best interest to de-register our common stock, we would
no longer be required to file periodic reports with the Securities and Exchange
Commission (the “SEC”) or to comply with the Sarbanes-Oxley Act or the SEC’s
proxy and tender offer rules. We would continue to send our
stockholders annual reports and other reports required by our bylaws. However,
this information will not be as detailed or extensive as the information that
we
currently file with the SEC.
In
the
event we de-register our common stock, it would also be de-listed from the
Nasdaq Stock Market and the trading market for our common stock could be
affected.
On
October 15, 2007, at a special meeting, the Board of Trustees decided to
evaluate our growth opportunities and make a decision regarding whether to
de-register over the next several months. Although we intend to
continue to work towards compliance with the internal control over financial
reporting requirements under the Sarbanes Oxley Act, the Board intends to
continue to investigate and evaluate the costs of becoming fully compliant
with
such requirements, which will be part of the Board’s decision-making process of
whether to de-register our common stock. As a result, we do not
believe we will be fully compliant with the Sarbanes-Oxley internal control
over
financial reporting requirements under the Exchange Act in connection with
our
2007 Form 10-KSB annual report required to be filed with the SEC in March
2008.
On
October 18, 2007, we issued a press release included as Exhibit 99.1 hereto
and
incorporated herein by reference announcing a stock repurchase program the
Board
approved at the October 15, 2007 meeting.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
|
99.1
|
Press
Release of Maxus Realty Trust, Inc. dated October 18,
2007.
|
SIGNATURES
Pursuant
to the requirements of the
Securities Exchange Act of 1934, the Registrant has duly caused this report
to
be signed on its behalf by the undersigned hereunto duly
authorized.
MAXUS
REALTY TRUST,
INC.
Date: October
18,
2007 By:
/s/
David L. Johnson
David
L. Johnson
Chairman
of the Board, President
and
Chief
Executive Officer
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